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> i 

CHARTER OF INCORPORATION 

GRANTED BY 

HIS MAJESTY THE KING 

TO THE 

BRITISH COUNCIL 

MCMXL 



2 -NOV- 9 

5W«=«4956I 



Incorporating an amendment to the Charter as approved by the Order 
in Council oj the 24th February, 1948, together with the alterations 
and amendments to the Bye-laws made by the Executive Committee 
and approved by the Privy Council on the gth December, 1947. 



B 



BRITISH COUNCIL 




GEORGE THE SIXTH 

BY THE GRACE OF GOD 

OF GREAT BRITAIN, IRELAND, AND 

THE BRITISH DOMINIONS 

BEYOND THE SEAS 

KING 

DEFENDER OF THE FAITH 

EMPEROR OF INDIA 



TO ALLto whom these presents 

SHALL COME 

GREETING! 



WHEREAS it has been represented to Us 
by Our Principal Secretary of State for 
Foreign Affairs that for the purpose of 
promoting a wider knowledge of Our 
United Kingdom of Great Britain and Northern Ireland 
and the English language abroad and developing closer 
cultural relations between Our United Kingdom of Great 
Britain and Northern Ireland and other countries for the 
purpose of benefiting the British Commonwealth of 
Nations and with a view to facilitating the holding of, 
and dealing with, any money provided by Parliament 
and any other property, real or personal, otherwise 
available for those objects and with a view to encouraging 
* the making of gifts and bequests in aid of the said objects, 
it is expedient that the voluntary association now existing 
and known as the British Council should be created a 
Body Corporate: 

NOW, THEREFORE, KNOW YE that WE, 
by virtue of Our Royal Prerogative and of all 
other powers enabling Us in that behalf, do, of 
Our special grace, certain knowledge, and mere motion, 
by these Presents, for Us, Our Heirs and Successors, 
grant, will, direct, and ordain that the following persons 
(being members of the Executive Committee of the said 
voluntary organisation) that is to say: 

(3) 



i . The Right Honourable William George Baron Tyrrell, 
G.C.B., G.C.M.G., K.C.V.O., 

The Right Honourable George Ambrose Baron Lloyd, 
G.C.S.I., G.C.I.E., D.S.O., 

The Right Honourable Edward George Villiers Stanley, 
Earl of Derby, K.G., G.C.B., G.C.V.O., 

The Right Honourable Arthur Baron Riverdale, K.B.E., 
LL.D., 

Sir John Power, Bt., M.P., 

The Right Honourable Albert V. Alexander, M.P., 

Lady Chamberlain, G.B.E., 

Sir Lionel Faudel-Phillips, Bt., 

William Graham, Esquire, 

Philip Guedalla, Esquire, M.A., 

Ernest Samuel Makower, Esquire, F.S.A., 

John William Ramsbottom, Esquire, M.A., M.Com., 

Sir Eugene Ramsden, Bt., O.B.E., M.P., 

William Edward Rootes, Esquire, 

The Right Honourable Henry Baron Snell, C.B.E., 

Stanley Unwin, Esquire, 

William James Uglow Woolcock, Esquire, C.M.G., 
C.B.E., 

and all other persons who shall for the time being in 
pursuance of and in accordance with this Our Charter 
be members of the British Council, shall be one Body 
Corporate under the name of "The British Council", 
having a perpetual succession and a Common Seal, with 
full power by and in such name — 

(a) To sue and be sued; 

(b) To enter into contracts or agreements in further- 
ance of the said objects of the British Council; 

(4) 



(c) To accept, hold, and dispose of money or other 
personal property in furtherance of the said objects, 
including sums voted by Parliament to that end ; 

(d) To accept any trusts, whether subject to special 
conditions or not, in furtherance of the said 
objects; 

(e) To invest any moneys and funds of the British 
Council which are not immediately required to 
be expended in furtherance of the said objects in 
or upon any investments for the time being 
authorised by law for the investment of trust 
funds and to vary, or transpose, any investments 
held, or made, by the British Council into in- 
vestments of a nature so authorised ; 

(f) Generally to do all other lawful acts whatsoever 
that may be conducive or incidental to the 
attainment of the objects for which the British 
Council is hereby established. 

We do hereby for Us, Our Heirs and Successors, 
license, authorise and for ever hereafter enable the British 
Council or any person or persons on its behalf to pur- 
chase, take on lease or otherwise acquire any lands, tene- 
ments or hereditaments now held by or in trust for or 
for the use of or belonging to the said voluntary associa- 
tion, and also to purchase, take on lease or otherwise 
acquire any additional lands, tenements or hereditaments, 
and to hold all or any lands, tenements or hereditaments, 
or interest therein, in perpetuity or on lease or otherwise 
and from time to time to grant, demise, alienate or other- 
wise dispose of the same or airy part thereof: Provided 
that the annual value of the whole of the lands, tenements 

(5) 



and hereditaments within Our United Kingdom of 
Great Britain and Northern Ireland at any one time held 
by or on behalf of the British Council shall not exceed 
£100,000,* such annual value to be determined according 
to the value of the lands, tenements and hereditaments 
at the time when the same are respectively acquired. 

And We do hereby for Us, Our Heirs and Successors, 
give and grant Our licence to any person or persons and 
any body politic or corporate to assure in perpetuity, or 
otherwise, or to demise to or for the benefit of the British 
Council any lands, tenements or hereditaments whatso- 
ever within Our United Kingdom of Great Britain and 
Northern Ireland within the limits of value aforesaid 
hereby nevertheless declaring that it shall not be in- 
cumbent upon any person or persons or body to enquire 
as to the annual value of the property which may have 
previously been acquired by the British Council. 

2. The income and property of the British Council 
wheresoever derived shall be applied solely towards the 
promotion of the objects of the British Council as set 
forth in this Our Charter, and no portion thereof shall 
be paid or transferred directly or indirectly by way of 
dividend, bonus, or otherwise howsoever by way of 
profit to the members of the Council: Provided that no- 
thing herein contained shall prevent the payment in good 
faith of reasonable and proper remuneration to any officer 
or servant of the British Council or to any member 
thereof in return for services actually rendered, or reason- 
able and proper rent for premises demised or let by any 
member to the British Council. 

* In the original grant this figure was -£50,000. This alteration 
was approved by an Order in Council of the 24th February, 1948. 

(O 



3 . The members of the British Council shall consist 
of such persons and shall have such rights and privileges 
as may be prescribed by the bye-laws of the British 
Council for the time being to be framed in pursuance of 
this Our Charter. 

4. The management of the British Council shall be 
vested in an Executive Committee consisting of not less 
than 15 and not more than 30 members. 

5. The persons who are now members of the 
Executive Committee of the said voluntary association 
shall be the first members of the Executive Committee 
of the British Council and shall continue in office until 
they respectively retire or vacate such office in accordance 
with the said bye-laws. 

6. All the powers of the British Council shall be 
vested in the Executive Committee. 

7. The Executive Committee of the British Council 
may by Special Resolution in that behalf alter, amend or 
add to this Our Charter and such alteration, amendment 
or addition shall, when approved by Us, Our Heirs and 
Successors in Council become effectual so that this Our 
Charter shall thenceforward continue and operate as 
though it had been originally granted and made accord- 
ingly. This provision shall apply to this Our Charter as 
altered, amended or added to in manner aforesaid. 

8. There shall be bye-laws of the British Council for 
the regulation and management of its members and 
property and the furtherance of its objects. The bye-laws 
set forth in the Schedule hereto shall be the first bye-laws 
of the British Council. The Executive Committee of the 
British Council may by Special Resolution in that behalf 

(7) 



revoke, alter or add to the said bye-laws. No new bye- 
law and no such revocation, alteration or addition as 
aforesaid shall have any force or effect if it be repugnant 
to any of the provisions of this Our Charter or to the 
laws of Our Realm, nor until it shall have been approved 
by Our Privy Council of which approval a certificate 
under the hand of the Clerk of Our Privy Council shall be 
conclusive evidence. This provision shall apply to the bye- 
laws as revoked, altered or added to in manner aforesaid. 

9. The Executive Committee may delegate any of its 
powers (other than its powers under Articles 7 and 8 of 
this Our Charter) to a sub-committee, or sub-committees, 
consisting of such member, or members, of the Executive 
Committee, or of the Council, as it thinks fit provided 
that there shall always be at least one member of the 
Executive Committee appointed to any such sub- 
committee. The Executive Committee may from time 
to time revoke any such delegation. The Chairman of 
any such sub-committee shall be a member of the 
Executive Committee appointed by the Executive Com- 
mittee. Any sub-committee so formed shall, in the 
exercise of the powers so delegated, conform to any 
regulations or directions that may from time to time be 
imposed upon it by the Executive Committee. 

10. A Resolution shall be a Special Resolution when 
it has been 

(a) passed by a majority of not less than three-fourths 
of the members of the Executive Committee 
present and voting at a meeting of which not 
less than 21 clear days' notice specifying the in- 
tention to propose the Resolution as a Special 
Resolution has been given, and 

(M 



(b) confirmed by a like majority of the members of 
the Executive Committee present and voting at 
a subsequent meeting of which not less than 
seven clear days' notice has been given and held 
after an interval of not less than 14 days nor more 
than one month from the date of the first meeting. 

1 1 . The accounts of the British Council shall be made 
up for each financial year ending on the 31st day of 
March and shall be audited in such manner as the 
Treasury may direct. 

And We do by these Presents for Us, Our Heirs and 
Successors grant and declare that this Our Charter or the 
enrolment thereof shall in all things be valid and effectual 
in the law according to the true intent and meaning of 
the same and shall be recognised as valid and effectual by 
all Our Courts and Judges and by other officers, persons 
and bodies politic and corporate whom it may concern, 
and that the same shall be construed in the most favour- 
able and beneficial sense and for the best advantage of the 
British Council as well in all Our Several Courts of 
Record as elsewhere, notwithstanding any non-recital, 
mis-recital, uncertainty or imperfection in this Our 
Charter. 

IN WITNESS whereof We have caused these Our 
Letters to be made Patent. 

WITNESS Ourself at Westminster the seventh day of 
October in the fourth Year of Our Reign. 

BY WARRANT under The King's Sign Manual. 

(9) 



THE SCHEDULE 

BYE-LAWS 

As altered and amended by the Executive Committee 

and approved by the Privy Council 

on the gth December, 1947 

objects 1. The objects for which the British Council is esta- 

blished are defined by the Charter of Incorporation. 

interpreta- 2. In these Bye-laws, unless there be something in the 
subject or context inconsistent therewith: 

"The Council" means the British Council. 

"The Charter" means the Charter of Incorporation 
of the Council. 

"The Bye-laws" means these Bye-laws or other the 
Bye-laws of the Council for the time being in force 
under or by virtue of the Charter. 

"The Executive Committee" means the Executive 
Committee for the time being appointed under or 
in accordance with the Charter or the Bye-laws or 
such number of the members thereof as under the 
Bye-laws shall be entitled to act therefor. 

"Member" means a member of the Council. 

Words denoting the singular number include the 
plural and vice versa ; words importing the mascu- 
line gender include the feminine gender ; and words 
importing persons include corporations. 

membership 3. The Executive Committee shall have the power to 
invite any person to be a member of the Council on such 
terms and for such period as the Executive Committee 
may deem proper. 

(10) 



4. The privileges of a member shall not be trans- 
ferable, and shall cease, if such member be a person, on 
his death, or, if a corporation, on its dissolution, and, 
whether a person or a corporation, on resignation under 
Bye-law 8. 

5. Every member shall be bound to further to the 
best of his ability the objects, interests and influence of 
the Council. 

6. All persons who are members of the voluntary 
association referred to in the Charter at the date thereof 
shall be deemed to be members of the Council. 

7. The Executive Committee shall have power to 
appoint as Honorary Members of the Council any per- 
sons whose association with the Council may in the 
opinion of the Executive Committee be considered ad- 
vantageous or who may have rendered any special service 
to the Council. Honorary Members shall not be entitled 
to fill any office in the Council. 

8. Any member may resign from the Council by 
signifying his wish to do so by letter addressed to the 
Executive Committee. 

9. At the first meeting of the Executive Committee 
after notice in that behalf has been given to the Secretary 
the Executive Committee shall consider the membership 
of any member whose conduct or circumstances is in 
the opinion of three members of the Executive Com- 
mittee injurious to the character and interest of the 
Council. If three-fourths of the members of the 
Executive Committee present at such meeting support a 
resolution that the membership of such member should 

(") 



be terminated, the Executive Committee shall have 
power to terminate the membership of such member 
without assigning any reason. Such member shall have 
seven clear clays' notice sent to him of the meeting of the 
Executive Committee at which he may attend and shall 
have the opportunity of being heard, but he shall not be 
present at the voting or take part in the proceedings 
otherwise than as allowed by the Chairman of the 
meeting. 

10. The Executive Committee may make such rules 
and regulations (if any) as it may think fit as to the terms 
of membership of the Council, and shall also have the 
power from time to time to revoke, alter or add to any 
such rules and regulations and any alterations or addi- 
tions already made thereto. Provided that a copy of all 
such rules and regulations and of any revocation thereof 
shall be sent to each member within 21 days of the same 
having been made by the Executive Committee. 

executive 11. The government of the Council and the manage- 

committee ment an J direction of its affairs shall be vested in the 

Executive Committee. No person shall be eligible for 

membership of the Executive Committee unless he is a 

British subject and a member of the Council. 

12. Each of the following, namely, the Lord President 
of the Council, His Majesty's Principal Secretary of 
State for Foreign Affairs, the Chancellor of the Ex- 
chequer, the President of the Board of Trade, His 
Majesty's Principal Secretary of State for the Home 
Department, His Majesty's Principal Secretary of State 
for Commonwealth Relations, His Majesty's Principal 
Secretary of State for Scotland, His Majesty's Principal 
Secretary of State for the Colonies, the Minister of 

(12) 



Education, shall have the right to nominate and appoint 
one person (who shall previously have signified in 
writing his willingness to act) to be a member of the 
Executive Committee. Each of the persons so nomi- 
nated shall be deemed to have been first admitted a 
member of the Council pursuant to Bye-law 3 and the 
provisions of Bye-law 9 shall not be applicable to any 
person so nominated. 

1 3 . Each of the persons for the time being holding the 
Offices referred to in Bye-law 12 may at any time and 
from time to time remove any member of the Executive 
Committee nominated and appointed pursuant to such 
Bye-law or appointed as hereinafter in this Bye-law 
mentioned by him or any predecessor of his in such 
office and may appoint in writing another person (who 
shall previously have signified in writing his willingness 
to act) to be a member of the Executive Committee to 
fill the vacancy occurring by reason of such removal or 
by reason of the member so nominated or appointed 
ceasing to act through death, resignation or otherwise. 
Any person appointed pursuant to this Bye-law to be a 
member of the Executive Committee shall be deemed 
to have been first admitted a member of the Council 
pursuant to Bye-law 3 and the provisions of Bye-law 9 
shall not be applicable to any such member. 

14. No member of the Executive Committee nomi- 
nated or appointed pursuant to Bye-law 12 or Bye-law 
13 shall be subject to retirement, nor shall the Chairman, 
but at the first meeting of the Executive Committee held 
in the year 1941 and at the first meeting of the Executive 
Committee held in every subsequent year four members 
of the Executive Committee (other than the Chairman 

(13) 



and those so nominated or appointed) shall retire and 
shall be eligible for re-election. A member, other than 
a retiring member of the Executive Committee, may be 
proposed for election to the Executive Committee but, 
in order that he may be eligible for election, written 
notice of intention to propose that member signed by 
two members of the Executive Committee must be 
given to the Secretary seven days prior to the meeting 
at which such members as aforesaid retire together with 
the written consent of the proposed member to serve 
upon the Executive Committee. The Executive Com- 
mittee at any such meeting may fill the vacancies by 
electing members who are eligible to the Executive 
Committee. A retiring member of the Executive Com- 
mittee shall retain his office until the close of the meeting 
at which he retires. 

1 5 . If at any meeting at which an election of members 
of the Executive Committee ought to take place, the 
place of any member retiring is not filled up, he shall be 
deemed to have been re-elected unless at such meeting 
it is resolved not to fill up such place. 

1 6. The Chairman (or in his absence any Vice-Chair- 
man) of the Executive Committee may, with the consent 
of the Executive Committee, co-opt members of the 
Council to serve on the Executive Committee provided 
that there shall not at any one time be more than five 
members so co-opted and the maximum prescribed by 
or in accordance with the Charter shall not thereby be 
exceeded. Any member so co-opted shall hold office 
only until the first meeting of the Executive Committee 
in the next following year, when he shall retire, but shall 
be eligible for re-election. 

(14) 



17- The Executive Committee may fill any casual 
vacancy (other than amongst the members of the Exe- 
cutive Committee nominated or appointed pursuant to 
Bye-law 12 or 13) occurring on the Executive Com- 
mittee and the person appointed to fill the vacancy shall 
hold office for the period unexpired of the term of office 
of the member of the Executive Committee, deceased or 
resigning or otherwise ceasing to act. The continuing 
members of the Executive Committee may act, notwith- 
standing any vacancy in their Body, but if and so long 
as their number is reduced below fifteen, the continuing 
members of the Executive Committee may act for the 
purpose of filling up vacancies, of summoning a General 
Meeting of the Council or of admitting persons to be 
members of the Council, but for no other purpose. 

18. The Executive Committee may meet together proceedings 
for the despatch of business, adjourn and otherwise regu- OF EXECUTIVE 

, . . • 1 • 1 r COMMITTEE 

late its meetings as it thinks fit. Questions arising at any AND SUB _ 

meeting shall be decided by a majority of votes. Incase committees 

of an equality of votes, the Chairman shall have a second 

or casting vote. The Chairman or any Vice-Chairman 

may and the Secretary at the request of any three 

members of the Executive Committee shall at any time 

summon a meeting of the Executive Committee. The 

quorum necessary for the transaction of the business of 

the Executive Committee shall be eight members of the 

Executive Committee. 

19. The Executive Committee may from time to 
time appoint a President or Presidents, and a Vice- 
President or Vice-Presidents who may, but need not, be 
members or Honorary Members of the Council. 

(15) 



THEREOF 



20. The Executive Committee shall appoint a Chair- 
man and a Vice-Chairman or Vice-Chairmen who shall 
be previously approved by His Majesty's Principal Secre- 
tary of State for Foreign Affairs for the time being. Any 
person so appointed, if not already a member of the 
Council, shall be deemed by virtue of such appointment 
to have first been admitted a member thereof, and if not 
already a member of the Executive Committee shall by 
virtue of such appointment become a member thereof 
upon his appointment. The Chairman and the Vice- 
Chairman or Vice-Chairmen, as the case may be, shall 
hold office for such period as the said Secretary of State 
shall approve. The Executive Committee may from 
amongst its members appoint a Treasurer or Treasurers 
who shall hold office for such period and upon such con- 
ditions as the Executive Committee shall think fit. 

21. The Chairman, or, in his absence, the Vice- 
Chairman (or if more than one, then such Vice-Chairman 
as shall be nominated in that behalf by a majority of the 
other members of the Executive Committee present at 
a meeting), or, if no such Vice-Chairman is present, some 
other member of the Executive Committee elected to 
the Chair by the other members of the Executive Com- 
mittee present, shall preside at all meetings of the Exe- 
cutive Committee. 

22. The meetings and proceedings of any sub-com- 
mittee appointed by the Executive Committee under 
Article 9 of the Charter consisting of two or more 
members shall be governed by the provisions herein 
contained for regulating the meetings and proceedings 
of the Executive Committee so far as the same are 

(16) 



applicable thereto and are not superseded by any regula- 
tions made by the Executive Committee under the said 
Article 9. 

23. The members of the Executive Committee shall 
be paid out of the funds of the Council all out-of-pocket 
expenses properly and necessarily incurred by them on 
behalf of the Council. 

24. The Executive Committee shall cause minutes to 
be made in books provided for the purpose: 

(a) of the names of the members of the Executive 
Committee present at each meeting of the Exe- 
cutive Committee and of the names of the 
members of any such sub-committee as afore- 
said present at each meeting of such sub- 
committee ; 

(6) of all resolutions and proceedings at all meetings 
of the Executive Committee and of any such 
sub-committee as aforesaid. 

25. Every member of the Executive Committee 
present at any meeting of the Executive Committee and 
every member of any such sub-committee as aforesaid 
present at any meeting thereof shall sign his name in a 
book to be kept for that purpose. 

26. The office of a member of the Executive Com- disqualifi- 
mittee or of any sub-committee thereof shall ipso facto CATION OF 

, , MEMBERS OF 

be VaCated: EXECUTIVE 

(a) If he becomes bankrupt or compound with his committee 
creditors or take the benefit of any Act for the 
time being in force for the relief of insolvent 
debtors, or 

(17) 



(b) If he become of unsound mind, or 

(c) If he accept or hold the office of Auditor of the 
Council, or 

(d) If he resign his office by notice in writing to the 
Council, or 

(e) If for any cause he cease to be a member of the 
Council; 

and the office of a member of the Executive Committee 
(other than any member thereof nominated or appointed 
pursuant to Bye-law 12 or 13) shall ipso facto be vacated: 

(/) If three-fourths of the whole number of the 
members of the Executive Committee request 
him in writing to resign Ins office. 

general 27. An Annual General Meeting of the Council shall 

meetings b e held ^ tne mon th of June in each year, or as near 

thereto as the Executive Committee may find possible, 

for the purpose of receiving a report of the affairs of the 

Council. 

28. The above-mentioned General Meetings shall be 
called Ordinary General Meetings; all other meetings 
shall be called Extraordinary General Meetings. 

29. The Executive Committee may, when it thinks 
fit, convene an Extraordinary General Meeting. An 
Extraordinary General Meeting shall also be convened 
by the Executive Committee whenever a requisition 
signed by not less than one-tenth of the members of the 
Council and stating the object of the meeting is delivered 
to the Executive Committee. 

30. All business shall be deemed special that is trans- 
acted at an Extraordinary General Meeting, and all that 

(is) 



is transacted at an Ordinary Meeting, with the exception 
of the consideration of the Report of the Executive 
Committee. ' 

31. The Chairman, or, in his absence, the Vice- 
Chairman (or if more than one, then such Vice-Chairman 
as shall be nominated in that behalf by a majority of the 
other members of the Executive Committee) or, if no 
such Vice-Chairman is present, some other member of 
the Executive Committee elected by the members of the 
Executive Committee present, shall preside at every 
General Meeting of the Council, and may, with the 
consent of any meeting at which a quorum is present, 
adjourn the meeting from time to time, and from place 
to place. 

32. No business shall be transacted at any General 
Meeting unless a quorum is present at the time when the 
meeting proceeds to business. Ten members personally 
present shall be a quorum. 

33. If within half an hour from the time appointed 
for the meeting a quorum is not present, the meeting, if 
convened on the requisition of members, shall be dis- 
solved. In any other case it shall stand adjourned to the 
same day in the next week, at the same time and place, 
or at such other more convenient day, time or place as 
the Chairman of the meeting may determine, and if at 
such adjourned meeting a quorum is not present within 
fifteen minutes from the time appointed for the meeting 
the members present shall be a quorum. 

34. The Executive Committee shall cause true ac- finance 
counts to be kept of the sums of money received and 
expended by the Council, and the matters in respect of 

(19) 



which such receipts and expenditure take place, and of 
the assets and liabilities of the Council, and of all sales 
and purchases of goods by the Council. 

35. The Books of account shall be kept at the Head- 
quarters for the time being of the Council, or at such 
other place or places as the Executive Committee think 
fit, and shall always be open to the inspection of the 
members of the Executive Committee. 

seal 36. The Executive Committee shall provide for the 

safe custody of the Seal of the Council. The Executive 
Committee may empower the Chairman to authorise 
the affixation of the Seal of the Council to any instru- 
ment in the presence of such named persons or any of 
them as the Chairman may decide and such named 
person or persons shall sign every instrument to which 
the Seal of the Council is affixed in their presence. 

notices 37- Every member shall register at the Headquarters 
for the time being of the Council an address to which 
communications, notices or other documents required to 
be sent to him are to be sent. Seven days' notice or such 
longer notice as the Executive Committee may from 
time to time prescribe of any General Meeting, specifying 
the place, the day and the hour of meeting, and, in the 
case of special business, the general nature of such busi- 
ness shall be given in manner hereinafter mentioned to 
the members, except to those members who have not 
supplied to the Council an address within the United 
Kingdom for the giving of notices to them. But with 
the consent in writing of all the members, a General 
Meeting may be convened on a shorter notice and in 
such manner as may be agreed. The accidental omission 

(20) 



to give such notice to, or the non-receipt of such notice 
by, any member shall not invalidate any resolution 
passed or proceeding at any such meeting. 

38. A notice may be given or any communication or 
document required to be sent to any member may be 
sent by the Council to any member, either by giving it 
to him personally or by sending it through the post in a 
prepaid letter addressed to such member at his registered 
address, or, if he has no registered address in the United 
Kingdom, at the address, if any, within the United 
Kingdom supplied by him to the Council for the giving 
of notices to him. 

39. Any notice, if given by post, shall be deemed to 
have been served and any such communication or docu- 
ment, if sent by post, shall be deemed to have been re- 
ceived on the day after that on which the letter containing 
the same is put into the post office, and in proving the 
giving of such notice or the sending of such communica- 
tion or document it shall be sufficient to prove that the 
letter containing the same was properly addressed and 
stamped and put into the post office. 

40. The Executive Committee shall have the power officers 
to appoint a Director-General who may be the Chairman 

of the Executive Committee, and shall be previously 
approved by His Majesty's Principal Secretary of State 
for Foreign Affairs for the time being. The said Director- 
General shall hold office for such period as the said 
Secretary of State shall approve. The Executive Com- 
mittee shall have power to appoint a Secretary upon 
such terms as to remuneration and otherwise and with 
such duties as they shall think fit. 

(21) 



indemnity 41. Every member of the Executive Committee and 

other officer or servant of the Council shall be indemnified 
by the Council against, and it shall be the duty of the 
Executive Committee out of the funds of the Council to 
pay, all costs, losses and expenses which any such officer 
or servant may incur or become liable to by reason of 
any contract entered into, or act or thing done by him 
as such officer or servant or in any other way in the proper 
discharge of his duties, including reasonable travelling 
expenses. 

alteration 42. No revocation or alteration of any of these Bye- 

of bye-laws } aws or an y addition thereto shall be valid unless made 

and approved in accordance with the provisions of the 

Charter. 



CAMBRIDGE 

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